MIRA INFORM REPORT

Report Date :

19.07.2012

IDENTIFICATION DETAILS

Name :	THIAGARAJAR MILLS PRIVATE LIMITED
Formerly Known As :	SAROJA MILLS LIMITED
Registered Office :	Kappalur, Madurai – 625008, Tamilnadu
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	26.06.1935
Com. Reg. No.:	18-002515
Capital Investment / Paid-up Capital :	Rs.10.802 Millions
CIN No.: [Company Identification No.]	U27209TN1935PTC002515
TAN No.: [Tax Deduction & Collection Account No.]	MRIT00759D
PAN No.: [Permanent Account No.]	AAACT4304R
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Exporter of Cotton Yarn.
No. of Employees :	Not Divulged

RATING & COMMENTS

MIRA’s Rating :

A (57)

RATING		STATUS	PROPOSED CREDIT LINE
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large

Maximum Credit Limit :	USD 5114392
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having good track. Financially company is performing is performing good. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered good for normal business dealings at usual trade terms and conditions.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – September 30, 2011

Country Name	Previous Rating (30.06.2011)	Current Rating (30.09.2011)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

LOCATIONS

Registered Office :	Kappalur , Madurai – 625008, Tamilnadu, India
Tel. No.:	91-452-2482595 (4 Lines) 91-4549-280620/280592/280919
Fax No.:	91-452-2482590/2486085
E-Mail :	securities@tmills.com office@tmills.com thiagarajar@gmail.com
Website :	www.tmills.com

DIRECTORS

AS ON 01.06.2011

Name :

Dr. (TMT) Radha Thiagarajan

Designation :

Chairman Cum Managing Director

Address :

Thiagarajar Mills Premises, Kappalur, Madurai - 625008, Tamilnadu, India

Date of Birth/Age :

16.04.1925

Date of Appointment :

11.09.1970

DIN No.:

00250473

Other Directorship :

CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
U27209TN1935PTC002515	Thiagarajar Mills Private Limited	Managing director	25/08/2008	11/09/1970	-	Active	NO
U01119TN1975PTC006882	Karumuttu Farms Private Limited	Director	7/07/1982	7/07/1982	-	Active	NO
U17115TN1990PLC018665	Colour Yarns Limited	Director	1/02/1990	1/02/1990	-	Active	NO

Name :

Mr. Thiagarajan Chettiar Kannan

Designation :

Managing Director

Address :

Thiagarajar Mills Premises, Kappalur, Madurai - 625008, Tamilnadu, India

Date of Birth/Age :

09.05.1953

Date of Appointment :

01.07.1976

DIN No.:

00040674

Other Directorship :

CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
L17111TN1946PLC003270	Vtm Limited	Director	23/03/1973	23/03/1973	-	Active	NO
U27209TN1935PTC002515	Thiagarajar Mills Private Limited	Managing director	25/08/2008	1/07/1976	-	Active	NO
U17120MH1967PLC013669	Confederation Of Indian Textile Industry	Director	1/09/1986	1/09/1986	-	Active	NO
U17115TN1990PLC018665	Colour Yarns Limited	Director	10/06/1992	10/06/1992	-	Active	NO
L34300TN1974PLC006703	Sundaram Brake Linings Limited	Director	16/07/1999	16/07/1999	-	Active	NO
L35921TN1992PLC022845	Tvs Motor Company Limited	Director	27/07/2000	27/01/2000	-	Active	NO
U17111TN1960PLC004340	Sundaram Textiles Limited	Director	23/08/2005	23/08/2005	-	Active	NO
U01712TZ2005PLC012329	Sima Textile Processing Centre Limited	Director	1/12/2005	1/12/2005	-	Active	NO
U93000TZ2007PLC013588	Sima Textile Park Company Limited	Director	30/03/2007	30/03/2007	-	Under Process of Striking off	NO
U74990TN2010PLC076714	Thiagarajar Telekom Solutions Limited	Director	23/07/2010	23/07/2010	-	Active	NO
U25111MH2007PTC172456	Atc Tires Private Limited	Director	16/09/2011	15/11/2010	-	Active	NO

Name :

Mr. Thiru A. Maraippan

Designation :

Whole-time director

Address :

92/2, Thangavel Rastha (South) Meenakshipuram, Aruppukkottai Road, Madurai – 625012, Tamilnadu, India

Date of Birth/Age :

19.06.1937

Date of Appointment :

20.10.1999

DIN No.:

00051370

Other Directorship :

CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
U17111TN1979PTC007748	Paramount Textile Mills Private Limited	Director	29/12/1983	29/12/1983	19/07/2010	Active	NO
U25190TN1985PTC012234	Thiagarajar Rubbers Private Limited	Director	30/09/1985	30/09/1985	-	Active	NO
U01119TN1975PTC006882	Karumuttu Farms Private Limited	Director	24/08/1987	24/08/1987	-	Active	NO
U65991TN1988PTC015298	Thiagarajar Leasing Private Limited	Director	21/01/1988	21/01/1988	-	Active	NO
U17115TN1990PLC018665	Colour Yarns Limited	Director	28/03/1991	28/03/1991	-	Active	NO
U27209TN1935PTC002515	Thiagarajar Mills Private Limited	Whole-time director	20/10/1999	20/10/1999	-	Active	NO
L17111TN1946PLC003270	Vtm Limited	Director	1/11/1999	1/11/1999	-	Active	NO
U74990TN2010PLC076714	Thiagarajar Telekom Solutions Limited	Director	23/07/2010	23/07/2010	-	Active	NO

Name :

SK.AR.SM. Ramanathan Chettiar

Designation :

Director

Address :

147-A, South Masi Street, Madurai – 625001, Tamilnadu, India

Date of Birth/Age :

10.09.1922

Date of Appointment :

28.06.1969

DIN No.:

00050982

Other Directorship :

CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
U27209TN1935PTC002515	Thiagarajar Mills Private Limited	Director	28/06/1969	28/06/1969	-	Active	NO
U17110TN1980PTC008086	Sri Kannattal Mills Private Limited	Director	3/02/1989	3/02/1989	-	Active	NO
U24231TN1997PTC037584	J. Balabai and Company Private Limited	Director	24/02/1997	24/02/1997	-	Active	NO

Name :

Mr. Thannirpalli Rajagopalan Venkatakrishnan

Designation :

Director

Address :

Flat J -3, Swarnakamal, 69 Arcot Road, Saligramam, Chennai – 600093, Tamilnadu, India

Date of Birth/Age :

31.03.1934

Date of Appointment :

20.10.1999

DIN No.:

00044608

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 01.06.2011

Names of Shareholders	No. of Shares
Thirupathy Venkatachalapathy	120
SK. AR. SM. Ramanathan Chettiar	100
Thiru T. Kannan	526390
Thiru T. Kannan HUF A/c	32000
VTM Limited, India	70140
Radha Kannan	154340
K. Thiagarajan	147520
Thiagarajar Leasing Private Limited, India	3800
Uma Kannan	72800
Visalakshi Kannan	72800
Sree Thiagaraja Finance Private Limited, India	50
Sree Devi Karumari Finance Private Limited, India	50
Karumuttu Farms Private Limited, India	50
Tirumagal Finance Private Limited, India	50
Total	1080210

Equity Share Break up (Percentage of Total Equity)

AS ON 01.06.2011

Category	Percentage
Bodies corporate	6.86
Directors or relatives of Directors	93.13
Others	0.01
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Exporter of Cotton Yarn.

Products :

Item Code No.	Product Description
520710-00	Yarn

GENERAL INFORMATION

No. of Employees :

Not Divulged

Bankers :

· State Bank of India, 6A West Veli Street, Madurai – 625001, Tamilnadu, India

· Standard Chartered Bank, No.19, Rajaji Salai, Chennai – 600001, Tamilnadu, India

· IDBI Bank Limited, LIC Building, No.3, West Marret Street, Madurai – 625001, Tamilnadu, India

Facilities :

Secured Loan	As on 31.03.2011 (Rs. in Millions)	As on 31.03.2010 (Rs. in Millions)
Rupee term loans banks secured	634.323	556.243
Working capital loans banks secured	241.144	214.610
Total	875.467	770.853
Unsecured Loan	As on 31.03.2011 (Rs. in Millions)	As on 31.03.2010 (Rs. in Millions)
Loans Director	20.000	0.000
Finance lease obligation long-term unsecured	14.450	0.000
Other debt unsecured	0.561	0.869
Total	35.011	0.869

Banking Relations :	--
Auditors :
Name :	B. Purushottam and Company Chartered Accountants
Address :	III Floor, ‘D’ Pioneer Homes, 23/A, North Boag Road, Chennai – 600017, Tamilnadu, India
PAN.:	AADFB9589N
Enterprises in which Key Management Personnel and their relatives have significant influence :	· VTM Limited · Colour Yarns LImited · Thiagarajar Telekom Solutions Limited · Tamaraiselvi Finance Private Limited · Thiagarajar Knitters · T. Kannan (HUF) · Sree Devi Karumari Finance Private Limited · Sree Thiagaraja Finance Private Limited · Thirumagal Finance Private Limited · Thiagarajar Leasing Private Limited · Thiagarajar Rubbers Private Limited · Karumuttu Farms Private Limited · Kannappan Traders Private Limited · Sivakami Textile Traders Private Limited

CAPITAL STRUCTURE

AS ON 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
5000000	Equity Shares	Rs.10/- each	Rs.50.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1080210	Equity Shares	Rs.10/- each	Rs.10.806 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		10.806	10.806	10.806
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1267.792	1099.621	1086.487
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1278.598	1110.427	1097.293
LOAN FUNDS
1] Secured Loans		875.467	770.853	837.927
2] Unsecured Loans		35.011	0.869	1.371
TOTAL BORROWING		910.478	771.722	839.298
DEFERRED TAX LIABILITIES		123.714	111.509	134.568
TOTAL		2312.790	1993.658	2071.159
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		1426.454	1313.975	1424.424
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		4.019	4.619	5.635
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	842.604	619.780	454.006
	Sundry Debtors	25.076	35.904	48.197
	Cash & Bank Balances	49.086	29.720	32.585
	Other Current Assets	0.002	0.002	0.002
	Loans & Advances	132.356	134.432	125.598
Total Current Assets		1049.124	819.838	660.388
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	44.444	25.091	29.407
	Other Current Liabilities	98.217	107.087	0.083
	Provisions	24.146	12.596	0.000
Total Current Liabilities		166.807	144.774	29.490
Net Current Assets		882.317	675.064	630.898
MISCELLANEOUS EXPENSES		0.000	0.000	10.202
TOTAL		2312.790	1993.658	2071.159

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	1837.900	1418.400	1289.473
		Other Income	NA	NA	34.605
		TOTAL	1837.900	1418.400	1324.078
Less	EXPENSES
		Office Expenses
		Administrative Expenses	NA	NA	1630.578
		Advertising Expenses
		TOTAL	NA	NA	1630.578
Less	PROFIT/LOSS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		NA	NA	(306.500)
Less/ Add	DEPRECIATION/ AMORTISATION		238.100	187.400	199.100
	PROFIT/LOSS BEFORE TAX		144.600	27.200	(107.400)
Less	TAX		68.800	1.500	0.000
Add	Excess Provision of Taxation for earlier year		0.000	0.000	10.800
	PROFIT/LOSS AFTER TAX		213.400	25.700	(96.600)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		36.200	28.300	16.600
Less	APPROPRIATIONS
		Transfer to General Reserve	163.800	5.200	108.300
		Interim Dividend @ Rs.18/- per share Dividend Distribution Tax on Interim Dividend	19.400	0.000	0.000
		Final Dividend @ Rs.18/- per share Dividend Distribution Tax on Final Dividend	3.200	0.000	0.000
		Final Dividend @Rs.10/- per share	19.400	10.800	0.000
		Income Tax on Dividend	3.200	1.800	0.000
	BALANCE CARRIED TO THE B/S		40.600	36.200	28.300
	EARNINGS IN FOREIGN CURRENCY
		FOB value	NA	534.782	607.557
		E.O. Units (Ex-mill)	NA	89.223	12.188
	TOTAL EARNINGS		NA	624.005	619.745
	IMPORTS
		Raw Materials	NA	244.385	326.578
		Stores & Spares	NA	14.023	9.555
		Capital Goods	NA	115.888	13.352
	TOTAL IMPORTS		NA	374.296	349.485

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	11.61	1.79	7.29
Net Profit Margin (PBT/Sales)	(%)	NA	NA	8.33
Return on Total Assets (PBT/Total Assets}	(%)	5.84	1.27	5.15
Return on Investment (ROI) (PBT/Networth)		0.11	0.02	0.09
Debt Equity Ratio (Total Liability/Networth)		0.84	0.83	0.79
Current Ratio (Current Asset/Current Liability)		6.29	5.66	22.39

LOCAL AGENCY FURTHER INFORMATION

Check List by Info Agents	Available in Report (Yes / No)
1) Year of Establishment	Yes
2) Locality of the firm	Yes
3) Constitutions of the firm	Yes
4) Premises details	No
5) Type of Business	Yes
6) Line of Business	Yes
7) Promoter's background	Yes
8) No. of employees	No
9) Name of person contacted	No
10) Designation of contact person	No
11) Turnover of firm for last three years	Yes
12) Profitability for last three years	Yes
13) Reasons for variation <> 20%	--
14) Estimation for coming financial year	No
15) Capital in the business	Yes
16) Details of sister concerns	Yes
17) Major suppliers	No
18) Major customers	No
19) Payments terms	No
20) Export / Import details (if applicable)	No
21) Market information	--
22) Litigations that the firm / promoter involved in	--
23) Banking Details	Yes
24) Banking facility details	Yes
25) Conduct of the banking account	--
26) Buyer visit details	--
27) Financials, if provided	Yes
28) Incorporation details, if applicable	Yes
29) Last accounts filed at ROC	Yes
30) Major Shareholders, if available	Yes

FORM 8

Corporate identity number of the company	U27209TN1935PTC002515
Name of the company	THIAGARAJAR MILLS PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Kappalur , Madurai – 625008, Tamilnadu, India Email Id : securities@tmills.com
This form is for	Modification of charge
Type of charge	Immovable property Movable property (not being pledge)
Particular of charge holder	State Bank of India, 6A, West Veli Street, Madurai – 625001, Tamilnadu, India Email Id : sbi.04034@sbi.co.in
Nature of instrument creating charge	Reduction of charge amount from 930.000 Millions to 814.000 Millions by letter dated 18.08.2011
Date of instrument Creating the charge	18.08.2011
Amount secured by the charge	Rs.814.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest EPC – as per SBIEGCS linked CRA rating, CC (Hyp) – 2.90% above base rate, TL 3.30% above base rate Terms of repayment As in earlier charge and the Term loan of Rs.117.000 Millions is repayable in 20 quarterly installments of Rs.5.850 Millions starting from 30.06.2013 to 31.03.2018 Margin EPC (RM, SIP, FG) – 10% RM/SIP – 25% Finished Goods – 25% Stores/Spares/Consumables – 50% Receivables (cover period) – 60 days Bank Guarantee – 10% Term Loan/LC(CG) -24.76% Extent and operation of the charge The charge operates as the security for the due repayment by the borrower to State Bank of India of its dues together with interest, cost, expenses and all other monies payable by the borrower to State Bank of India in terms of the said agreement. Other Nil
Short particulars of the property charged (Including location of the property)	Hypothecation of Raw Material, SIP, FG, Stores and spares and receivables with other bank in the multiple banking arrangement. First charge on the assets procured out of TUF Term Loan of Rs.117.000 Millions
Particulars of the present modification	Reduction of charge amount from 930.000 Millions to Rs.814.000 Millions by letter dated 18.08.2011

FIXED ASSETS

· Land

· Building

· Plant and Machinery

· Furniture

· Vehicles

· Livestock

· Electrical Equipment

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.55.34
UK Pound	1	Rs.86.55
Euro	1	Rs.67.95

INFORMATION DETAILS

Report Prepared by :

SDA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	7
--CREDIT LINES	1~10	5
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	YES
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		53

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

Financial condition (40%) Ownership background (20%) Payment record (10%)

Credit history (10%) Market trend (10%) Operational size (10%)

RATING EXPLANATIONS

RATING		STATUS	PROPOSED CREDIT LINE
>86	Aaa	Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums	Unlimited
71-85	Aa	Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums	Large
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended
-	NB	New Business	-

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.